Romeo Power Announces Redemption of Public Warrants
February 16 2021 - 4:30PM
Business Wire
Romeo Power, Inc. (“Romeo Power” or the “Company”) (NYSE: RMO),
an energy technology leader delivering large-scale electrification
solutions for complex commercial applications, announced today that
it will redeem all of the outstanding public warrants to purchase
shares of its common stock, $0.0001 par value per share (“Common
Stock”), that were issued under the Warrant Agreement, dated
February 7, 2019 (the “Warrant Agreement”), by and between Romeo
Power (formerly known as RMG Acquisition Corp.) and American Stock
Transfer & Trust Company, LLC, as warrant agent, and that
remain outstanding following 5:00 p.m. New York City time on March
18, 2021 (the “Redemption Date”), for a redemption price of $0.01
per warrant. Warrants that were issued under the Warrant
Agreement in a private placement and are still held by the initial
holders thereof or their permitted transferees are not subject to
this redemption.
Under the terms of the Warrant Agreement, Romeo Power is
entitled to redeem all of such outstanding public warrants if the
last sales price of the Common Stock is at least $18.00 per share
on each of twenty trading days within a thirty trading day period.
This share price performance requirement has been satisfied and
American Stock Transfer & Trust Company, LLC, in its capacity
as warrant agent, has delivered a notice of redemption to each of
the registered holders of the outstanding public warrants on behalf
of Romeo Power.
All such public warrants may be exercised by the holders thereof
until 5:00 p.m. New York City time on the Redemption Date to
purchase fully paid and non-assessable shares of Common Stock
underlying such warrants, at the exercise price of $11.50 per
share. Any such public warrants that remain unexercised following
5:00 p.m. New York City time on the Redemption Date will be void
and no longer exercisable, and the holders of those public warrants
will be entitled to receive only the redemption price of $0.01 per
warrant.
None of Romeo Power, its board of directors or employees has
made or is making any representation or recommendation to any
holder of the public warrants as to whether to exercise or refrain
from exercising any public warrants.
The shares of Common Stock issuable upon exercise of the public
warrants have been registered by Romeo Power under the Securities
Act of 1933, as amended, and are covered by a registration
statement filed on Form S-1 with, and declared effective by, the
Securities and Exchange Commission (Registration
No.333-252190).
Questions concerning redemption and exercise of the public
warrants can be directed to American Stock Transfer & Trust
Company, LLC, 6201 15th Avenue, Brooklyn, NY 11219, Email:
reorgwarrants@astfinancial.com.
No Offer or Solicitation This press release shall not
constitute an offer to sell or the solicitation of an offer to buy
nor shall there be any offer of any of Romeo Power’s securities in
any jurisdiction in which such offer, solicitation or sale would be
unlawful prior to the registration or qualification under the
securities laws of any such jurisdiction.
About Romeo Power, Inc. Founded in 2016 and headquartered
in Los Angeles, California, Romeo Power (NYSE: RMO) is an energy
technology leader delivering large-scale electrification solutions
for complex commercial applications. The Company’s suite of
advanced hardware, combined with its innovative battery management
system, delivers the safety, performance, reliability and
configurability its customers need to succeed. Romeo Power's
113,000 square-foot manufacturing facility brings its flexible
design and development process inhouse to pack the most energy
dense modules on the market. To keep up with everything Romeo
Power, please follow the Company on social @romeopowerinc or visit
www.romeopower.com.
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